SEC Form 4 · accession 0001273902-16-000255
CIRRUS LOGIC, INC. · CRUS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thurman K Case
Officer — VP and CFO
Period of report
Oct 31, 2016
Accepted (ET)
Nov 2, 2016 · 6:54 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000772406
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 31, 2016 | M | 212 | $23.34 | A | 21,783 | D | |
| Common StockF2 | Oct 31, 2016 | S | 212 | $55.2146 | D | 21,571 | D | |
| Common Stock | Oct 31, 2016 | M | 5,000 | $38.99 | A | 26,571 | D | |
| Common StockF3 | Oct 31, 2016 | S | 5,000 | $54.3419 | D | 21,571 | D | |
| Common Stock | Oct 31, 2016 | M | 10,000 | $15.41 | A | 31,571 | D | |
| Common StockF4 | Oct 31, 2016 | S | 10,000 | $54.3173 | D | 21,571 | D | |
| Common Stock | Oct 31, 2016 | M | 7,000 | $5.25 | A | 28,571 | D | |
| Common StockF5 | Oct 31, 2016 | S | 7,000 | $54.3336 | D | 21,571 | D | |
| Common StockF6 | Oct 31, 2016 | S | 5,000 | $54.3468 | D | 16,571 | D | |
| Common StockF7 | Oct 31, 2016 | S | 181 | $55.0898 | D | 16,390 | D | |
| Common Stock | Nov 1, 2016 | M | 5,043 | $20.37 | A | 21,433 | D | |
| Common Stock | Nov 1, 2016 | S | 5,043 | $55.00 | D | 16,390 | D | |
| Common Stock | Nov 1, 2016 | M | 6,157 | $23.34 | A | 22,547 | D | |
| Common Stock | Nov 1, 2016 | S | 6,157 | $55.00 | D | 16,390 | D | |
| Common Stock | Nov 1, 2016 | S | 3,900 | $55.00 | D | 12,490 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F8 | $5.25 | Oct 31, 2016 | M | 7,000 | D | — | Oct 1, 2018 | Common Stock | 7,000 | 0 | D |
| Non-Qualified Stock Option (right to buy)F9 | $15.41 | Oct 31, 2016 | M | 10,000 | D | — | Oct 5, 2021 | Common Stock | 10,000 | 5,000 | D |
| Non-Qualified Stock Option (right to buy)F10 | $20.37 | Nov 1, 2016 | M | 5,043 | D | — | Oct 1, 2024 | Common Stock | 5,043 | 14,914 | D |
| Non-Qualified Stock Option (right to buy)F11 | $23.34 | Oct 31, 2016 | M | 212 | D | — | Oct 2, 2023 | Common Stock | 212 | 6,396 | D |
| Non-Qualified Stock Option (right to buy)F11 | $23.34 | Nov 1, 2016 | M | 6,157 | D | — | Oct 2, 2023 | Common Stock | 6,157 | 239 | D |
| Non-Qualified Stock Option (right to buy)F12 | $38.99 | Oct 31, 2016 | M | 5,000 | D | — | Oct 3, 2022 | Common Stock | 5,000 | 15,000 | D |
Explanation of responses
- F1This transaction was made pursuant to a Rule 10b5-1 Plan adopted by the reporting person on August 30, 2016.
- F10The option vests on a 4-year schedule: 25% of the shares became exercisable on 10/01/2015; the remaining 75% of the shares will vest at a rate of 1/36th per month over the following 36 months so that the option will be fully vested and exercisable on 10/01/2018. Only vested shares can be exercised under this option.
- F11The option vests on a 4-year schedule: 25% of the shares became exercisable on 10/02/2014; the remaining 75% of the shares will vest at a rate of 1/36th per month over the following 36 months so that the option will be fully vested and exercisable on 10/02/2017. Only vested shares can be exercised under this option.
- F12The option vested on a 4-year schedule: 25% of the shares became exercisable on 10/03/2013; the remaining 75% of the shares vested at a rate of 1/36th per month over the following 36 months so that the option was fully vested and exercisable on 10/03/2016. Only vested shares can be exercised under this option.
- F2The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.00 to $55.65. The reporting person will provide full information regarding the number of shares bought as each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the SEC upon request.
- F3The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.87 to $55.65. The reporting person will provide full information regarding the number of shares bought as each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the SEC upon request.
- F4The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.87 to $54.97. The reporting person will provide full information regarding the number of shares bought as each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the SEC upon request.
- F5The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.86 to $55.65. The reporting person will provide full information regarding the number of shares bought as each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the SEC upon request.
- F6The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.87 to $55.65. The reporting person will provide full information regarding the number of shares bought as each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the SEC upon request.
- F7The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.00 to $55.65. The reporting person will provide full information regarding the number of shares bought as each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the SEC upon request.
- F8The option vested on a 4-year schedule: 25% of the shares became exercisable on 10/01/2009; the remaining 75% of the shares vested at a rate of 1/36th per month over the following 36 months so that the option was fully vested and exercisable on 10/01/2012. Only vested shares can be exercised under this option.
- F9The option vested on a 4-year schedule: 25% of the shares became exercisable on 10/05/2012; the remaining 75% of the shares vested at a rate of 1/36th per month over the following 36 months so that the option was fully vested and exercisable on 10/05/2015. Only vested shares can be exercised under this option.